Wingcat
by Shira the Mage
Summary: I'm in love with my best friend. I didn't ask for it to happen, but it did. But he doesn't love me. The cat he loves is conceited, vicious, manipulative, and wouldn't give him the time of day. But he loves her, and now he wants me, his loyal best friend to help him get her to love him! Sometimes toms are just so clueless...
1. Allegiances

**ALLEGIANCES**

**_SkyClan_**

**Leader:**

**Smokestar- **Large pure black tom with deep amber eyes.

**Deputy:**

**Hazelflower- **Small, pretty pale dusky brown she-cat with green-blue eyes.

**Medicine Cat:**

**Tigerfoot- **Light ginger tabby tom with bright golden eyes.

**_Apprentice, Birdpaw_**

**Warriors:**

**Stormclaw-** Large black and white tom with deep green eyes.

**Beetleflight- **Slivery grey tabby tom with pale blue eyes.

_**Apprentice, Dapplepaw**_

**Heatherpelt- **Ginger and white she cat with deep blue eyes.

**Fireblaze- **Flame colored tom with golden eyes.

**Applefall- **Long-furred brown and cream patched she-cat with pale yellow eyes.

**_Apprentice, Fallenpaw_**

**Tawnyleaf- **Small tortoiseshell and white she-cat with green-yellow eyes.

**Stonefang- **Very dark-furred thickset grey tom with bright green eyes.

**Foxtail- **Dark ginger tom with a very long tail and deep amber eyes.

_**Apprentice, Lightningpaw**_

**Whitefrost- **Snowy pure white she-cat with forest-green eyes

**Adderstrike- **Mottled dark brown tom with bright yellow eyes.

**Stormbreeze- **Fluffy white with light grey patched she-cat with bright blue eyes.

**Sunheart- **Large ginger and white tabby tom with amber eyes.

_**Apprentice, Shadepaw**_

**Littlefeather- **Small very pale grey she cat with pale green eyes.

**Mousenose- **Sandy brown tabby tom with deep green eyes

**Poppywhisker- **Silver and white tabby she-cat with pale yellow eyes

_**Apprentice, Brightpaw **_

**Apprentices:**

**Birdpaw- **Reddish-brown she-cat with bright blue-green eyes

**Fallenpaw- **Very large dark brown tabby tom with icy blue eyes

**Lightningpaw- **Golden tabby tom with pale golden eyes.

**Brightpaw- **Mottled golden she-cat with deep amber eyes.

**Dapplepaw- **Slender beautiful dark tortoiseshell she cat with a lovely dappled coat and bright green eyes.

**Shadepaw-** Very dark grey she-cat with even darker flecks and extremely deep blue eyes.

**Queens:**

**Swiftstream- **Cream-furred she-cat with deep green eyes, mother to Fireblaze's kits: Pinekit (Light brown tabby tom with a white chest), Breezekit (Pure white tom), and Rosekit (Tortoiseshell and white she-kit).

**Rainsong- **Black she-cat with bright blue eyes, expecting Adderstrike's kits.

**Elders:**

**Shimmerfire- **Once-pretty mottled silver she-cat with a scar across her face and pale green eyes.

**Frogfoot- **Small blue-grey tom with icy blue eyes.

**Brackenshade- **Large dusty brown tom with darker flecks and light amber eyes, one blinded and foggy.

**Featherfall-** Small black and white she-cat with bright yellow eyes.


	2. Chapter 1

**Wingcat**

_**By: Shira the Mage**_

**Hello people! Okay, to all of you who are here just because you like my other story Blood Rain and put me on your Author Alert list for it, I'M SORRY! I'll try my best to upload the next chapter of that this weekend. Don't hate me! Okay, everyone else, hello! I'm Shira, and I currently have one other story on this site. I hope you enjoy this! This is my first romance, so don't hate me if it's bad. Here we go!**

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><p><span><em>Chapter One<em>

"Until the name you recieve your warrior name, you will be known as Shadepaw. Your mentor will be Sunheart. I trust you will recieve excellent training from him."

Jitters of excitement rippled through me as the clan cheered my new name. I was finally an apprentice! I was going to be the greatest apprentice there ever was. I owed it to my father. As I stepped up to my new mentor, Sunheart, a huge ginger and white tabby tom, I was pleased to see his amber eyes gleaming in pleasure and surprise.

I blinked happily, and turned to see our leader, Smokestar. I felt my stomach churning in ambition. That was going to be me one day. Shadestar, leader of SkyClan! Another figure caught my gaze, snapping me out of my fantasy, making my happiness fizzle out like a dying coal.

Whitefrost.

My mother.

I stared evenly at her, daring her with my eyes to do something. To acknowledge me, to say something. Anything to show that she valued me as her daughter, something more to her than just a curse, a bittersweet reminder of Darkshade.

It didn't help me that I was named after him, although if it bothered her so much, she should have called me something else. Like Jaypaw. I wouldn't mind the name Jaypaw. After all, cats were always saying I had the deepest blue eyes they had ever seen.

"Hey, Shadekit!" The sound of my real name, or former real name as a matter of fact, brought me out of my thoughts. I shot one last glance at Whitefrost, silently pleading with her to just actually acknowledge me for once. But the white she-cat simply blinked her deep green eyes at me uncomprehensingly, and I doubted she even recognized me.

Gritting my teeth over both over my mother's mental health as well as over who I knew was standing behind me, I slowly turned around to face who could possibly pass as the face of evil.

"Aw, is little Shadekit already missing her mother on her first day as an apprentice? How adorable.". The words dripped out sickeningly sweet, making my skin crawl. I forced myself to stare right into the glittering bright green eyes of the beautiful tortoiseshell she-cat standing in front of me. Her pretty face was twisted into a disdainful sneer as she stared at me with mock sympathy. _Dapplepaw._

"Then again," Dapplepaw continued, "it isn't surprising you're already having emotional issues, not when you've got a crazy cat as your only parent."

I dug my claws deep into the ground, and I told myself to take deep breaths, trying to restrain myself from lunging at her and rearranging her lovely features into something that would compliment her horrible personality better.

"Don't insult my mother, mange-pelt." I growled, shoving my face into hers.

"Oh, dear, Brightpaw. Looks like Crazy Cat's going to go feral!" Dapplepaw snickered.

"Yeah, feral!" An equally annoying mew chimed in, and with a groan, I realized Dapplepaw's brainless shadow Brightpaw had joined us. Brightpaw quickly licked a golden tabby paw and drew it over her ear, smoothing her already-groomed to perfection pelt, looking to Dapplepaw for what to say next.

As the tortoishell opened her mouth to taunt me again, I got there first, hissing, "Just save it! Go rot in the Dark Forest, why don't you? You can see how much I care about any of your rabbit-droppings!"

Dapplepaw gave a snort. "Goodness, you do have quite the little temper! I suggest you drop that attitude, it'll only makes you even more unlikeable than you already are."

Bristling, my jaw snapped open, ready to snap at her again. But, a call from her mentor caused Dapplepaw to cut me off with a flick on the nose with her tail.

"Time for evening patrol! See you later, Shadekit!"

Fuming, I watched the dappled apprentice prance off, Brightpaw scurrying after her like a stupid beetle. I snarled unpleasant things under my breath, indignation making my pelt burn.

Stupid, mindless, snake-hearted she-fox! Just because she had looks plus the fact she was the clan leader's daugher made her think she could walk all over everyone else. Pretty much the complete opposite of myself. I was the poor little wretched kit who everyone pitied for growing up with a dead father and a mother whose grief drove her mad. I hated being social, preferring to sit by myself and think rather than play.

I didn't need friends. Caring about someone just made you vulnerable, ready for your soul to be betrayed. Whitefrost had loved my father Darkshade. Look at what happened to her.

"I suggest you get some rest. We have much to do tomorrow, and I want you rested."

The voice of my mentor Sunheart made me turn. Not wanting to disobey my first order from my mentor, I dipped my head respectfully, and turned to jump up the cliff toward the apprentices cave den.

A golden tabby tom was grooming himself outside the den entrance when I arrived. I recalled he was called Lightningpaw.

As I approached, he looked up at me with an annoyed expression.

"Oh yeah, you sleep here too now. Stay away from the middle of the den, that's for the _good_ apprentices." His voice ended with a sneer, and I could tell right now that I wasn't going to get along with this arrogant tom at all.

Frustrated, I lashed my tail. "Then where do I-?"

Lightningpaw rolled his eyes exaggeratedly, as if I weren't worth his time.

"I don't know, nor do I care. Look, just make Fallenpaw give you his nest. He's the one in the far corner."

Upon seeing my face, he gave an exasperated sigh. "It isn't a big deal, you mouseheart! Fallenpaw is weak, a few nights out in the cold ought to toughen him up a bit."

When I still looked uncertain, Lightningpaw glared at me.

"That is, unless you want to be the one who sleeps outside."

Angered and fed up, I shoved past him into the den. I noticed a clump of nests gathered in the center of the cave, where there could still be warmth from the cold and weather.

However, at a distance from the rest of the nests, positioned where wind was able to trickle in just enough for it to be a nuisance when you were trying to get warm or to go to sleep was a lone nest.

This one was occupied, I noticed as I cautiously crept over, noticing the gentle rise and fall of a sleeping cat's flank. I couldn't make out a pelt color in the dark, as I tentatively prodded him in the shoulder to wake him up.

Fallenpaw shot up like he had sat on something sharp, and I found myself staring into the brightest blue eyes I had ever seen. The sky on a clear day didn't even come close to this blue.

"Wha-huh? Wuzzat?" Fallenpaw blinked sleepily before focusing on me.

"Oh, hi. You're the new apprentice, Shadepaw, right?"

i nodded, awkwardly shuffling my paws.

"Look," I began. "I'm super sorry for waking you, but I don't have anything in terms of a nest, so I was wondering... could you spare me some moss? Ferns would work too, even bracken. I'm really sorry, it's just-"

"It's fine," the tom cut me off. "Don't worry about it, sure you can have some moss."

Fallenpaw got up and scraped at his nest, shoving a mossy pile toward me. "Don't worry, I promise I don't smell!" he joked.

I giggled, and gratefully accepted the moss, hastily shoving it into something I would be able to sleep on.

"Thank you so much, really."

Fallenpaw flicked his ear dismissively, icy blue eyes glowing in the dark. "I told you, it's no problem."

I purred my gratitude, before turning to settle down into the moss.

"You don't mind me sleeping here?" I mumbled, keeping an eye open to look at him.

But Fallenpaw was already sound asleep again.

I gave a sigh of relaxation, closing my eyes and waiting for sleep to find me.

I think I may have just made a friend.

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><p><strong>So, how was it? Leave your opinions in a lovely review, why don't you? The allegiances will be up shortly. Thanks!<strong>

**-Shira the Mage**


	3. Chapter 2

**Next chappie, thanks so much for da awesome reviews! Keep it comin'! Oh, and a MERRY CHRISTMAS to everyone, even if you don't celebrate it.**

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><p><span><em>Chapter Two<em>

A sharp jabbing in my side woke me. Unwilling to leave the warm, dark, comforting embrace of sleep's abyss, I growled, squeezing my eyes shut tighter and swinging at the annoying object that dared disturb my slumber.

My paw connected hard with an object that was firm but soft, and a yelp of pain and surprise sounded from said object.

"Ouch! Sheesh, Shadepaw, I was just trying to wake you up. A simple 'thank you' instead of claws would have sufficed".

My eyes shot open only to be caught again in crystal blue flame. The apprentice from last night, Fallenpaw, was sitting beside me, one paw raised in the air, dangling limply, while staring at me with a shocked expression.

I gulped, shooting into a sitting position.

"Oh, dear. I'm sorry Fallenpaw! I tend to act first before thinking sometimes, I swear I didn't mean that!"

Fallenpaw narrowed his eyes into tiny chips of ice at me, and I stared intently at my paws, embarrassed.

_Great job, Shadepaw, you dolt. You've probably scared off one of the only cats who's been decent to you by attacking them!_

Fallenpaw studied me for a moment, his unnatural azure gaze making me twitch uncomfortably.

Eventually, he broke the silence that had settled like a fogbank into the den, stating, "You're a funny cat, Shadepaw".

I sat back, confused. "Huh?"

Fallenpaw blinked at me. "You're so uneasy, even around a cat like me. I was just worried I had offended you by waking you up in some way you didn't like, and you just started acting like you had bit off my tail on purpose." His eyes twinkled humorously. "Well, that, and I was also a little surprised that a new apprentice like you could hit so hard!"

I chuckled nervously. "Well, I give you permission to wake me up however you want, but I suggest maybe using a long stick next time for your own personal safety".

Fallenpaw purred. "I'll make sure to do so".

A yowl from outside made Fallenpaw freeze, blue eyes going wide like two huge watery moons.

"Foxdung!" he hissed under his breath. "I totally forgot why I was waking you up in the first place. Your mentor asked me if I could go and fetch you".

"What?" I exclaimed, leaping to my paws. "Oh no, I'm late!"

I scurried out of the cave, leaping down the cliff as quickly and carefully as I could, before dashing over to where Sunheart was waiting for me. He eyed me closely as I came running up.

"What took you so long?" my mentor questioned me, adding as he looked disapprovingly at my fur, still ruffled and matted by sleep, "You obviously weren't getting ready."

Pelt burning in shame, I tried to catch my breath from jumping down here and apologize at the same time.

"I-I'm really sorry, Sunheart, honest, it's just that Fallenpaw-"

Sunheart cut me off with a sigh. "Fallenpaw? Say no more, I knew I should have just gone and woken you myself".

I cocked my head, taken back. I was about to ask what exactly my mentor meant by that, when a commotion from the cliff face made us both turn.

Fallenpaw was hanging from a ledge by his front paws, frantically scrabbling with his back claws at the cliff wall, but only succeeding in sending showers of stone and dirt cascading down to the ground.

I sucked in a shocked breath, and went to start running to save him, but I was jostled aside by Sunheart.

"For the love of StarClan, this apprentice!" the ginger and white tom growled as he raced to rescue the dangling Fallenpaw.

However, Sunheart had just started making his way up the cliff face when the ledge Fallenpaw had been gripping crumbled, sending the apprentice plummeting.

My heart seemed to drop with him, watching the lone figure descending like that first single drop of water does seconds before the sky opens to let in the coming storm, but the brown tabby tom simply twisted in midair, writhing around faster than what seemed possible so in a flash he was facing downward.

For a few heartbeats, it looked like he was going to land perfectly fine, but unfortunately, Fallenpaw's paws didn't seem to connect properly with the ground beneath him, legs flying out from under his body as he toppled over sideways and landing with a thud and an audible grunt, skidding a few feet and sending up a cloud of dust.

I ran to him, surprised to see him already rising shakily to his feet, a dazed expression on his face.

"Great StarClan," I breathed, nosing him worriedly. "Are you okay, you fell like, five fox-lengths, or something crazy like that!"

Fallenpaw blinked at me pleasantly, blue eyes glittering like the sun on the river.

"Wow, Shadepaw, did you see that? I was jumping down the cliff when the place where I landed just broke! I managed to snag a paw-hold on the ledge and I thought I was safe and then I fell again! That happened so fast I can't even remember it!"

I narrowed my eyes at him. "So you aren't hurt at all?"

Fallenpaw looked thoughtful for a moment. "Well-"

"Fallenpaw!"

Both of us turned at the shriek. A young fluffy red she-cat was sprinting toward us, her deep blue-green eyes wide with concern. In a flash, I remembered her as the medicine cat apprentice, Birdpaw.

She went by me without even acknowledging me before stopping next to Fallenpaw, sniffing him all over frantically, muttering, "Oh my StarClan, oh my StarClan, where are you hurt, do you feel any pain in your side, or is it specifically in your shoulder, or maybe-"

Fallenpaw cut her off with a sigh of annoyance, giving her an affectionate lick on the cheek. "Please, Birdpaw, stop being such a mother cat. I'm fine." He paused, a goofy look appearing on his face. "Besides, that's my name! You shouldn't be so surprised".

Birdpaw sniffed, mock hurt on her face. "Hmph. Some brother you are, making jokes after scaring me half to death like that! You could have killed yourself!"

_Brother? Huh? They're littermates? _I thought, puzzled, as I tried to find similarities between the two.

"Actually, Birdpaw, you needn't get too worked up over it".

The new voice came from Tigerfoot, the medicine cat. He strolled over to us from what I noticed with a shock was a quickly gathered crowd of cats. The ginger tabby tom gave Fallenpaw a few quick sniffs, before saying, "Cats are actually able to fall from great distances and land unharmed. It has to do with our tails that help us spin in midair so we can always land on our feet. That, and also add in the ability of SkyClan cats to jump out of trees, I'm not surprised he's perfectly fine. It's instinctive, but since we normally don't go falling off of things,"

He paused to look at Fallenpaw disdainfully. There were snickers from the crowd, and the brown tabby apprentice seemed to shrink in his pelt, ears flattening.

"We usually don't know about this ability". Tigerfoot finished up, nodding knowingly.

"So, Tigerfoot, will Fallenpaw be able to perform his apprentice duties without any problem?"

The deep mew came from Smokestar himself.

"He always has problems performing his apprentice duties!" The teasing whisper came from Lightningpaw to Brightpaw and the two gave hushed purrs of laughter until silenced by a sharp look from Smokestar. Birdpaw hissed at them, but was stopped by a look from her mentor before he spoke to the Clan leader.

"I don't see why not". Tigerfoot mewed. Smokestar nodded his thanks, and turned to the rest of the cats gathered.

"Alright, everyone! We've had a little excitement, but that has passed, and we need to return to normality. Continue on with your regular duties."

The SkyClan leader flicked his tail commandingly, before padding off, senior warriors following him.

The rest of the crowd dissolved, cats moving off to do whatever they were supposed to do. Birdpaw gave her brother a playful nudge before following Tigerfoot back to the medicine den.

I looked at Fallenpaw, who was still sitting, a morose look on his face. When he noticed I was still there, I saw him attempt, and fail to put on a pleasant demeanor.

"Well," he sighed. "That could have gone better. At least both my parents were out on patrol, so they didn't have to see me screw up again".

I bristled. "Don't say that! You said it yourself, you just landed on an unstable area, it could have happened to anyone".

Fallenpaw shook his head. "But it didn't. It happened to me".

"Hey, _Falling_paw!" Lightningpaw's voice interrupted us. The golden tabby tom was sneering at us, Dapplepaw sitting next to him, an expression of cold disinterest on her face. I shot them a warning look, but they just ignored me.

"Are you ready for me to beat you in battle practice again?" Lightningpaw taunted, coming closer.

I looked at Fallenpaw, waiting for him to tell this stupid mousebrain off, but Fallenpaw's head just drooped.

"I don't know," he muttered, avoiding the other tom's gaze. He perked up as he looked at Dapplepaw, blue eyes brightening.

"Are you coming to train too, Dapplepaw?"

I looked at him, confused. What did he want with her?

Dapplepaw rolled her eyes, speaking coldly, "Please, I'd just beat you. I bet even _she _could beat you, and she hasn't even had training yet". She gestured in my direction, green eyes staring at me snobbishly.

I growled, having had enough of these two.`"Go jump in the river!" I spat, temper getting the best of me. "That is, if you idiotic fleabags even know where that is".

Dapplepaw narrowed her eyes at me, opening her mouth to say something, when Lightningpaw nudged her, meowing, "Don't bother with her, Dapplepaw. She's the mental one, remember. She's probably crazier than Whitefrost is".

That did it. I felt a snarl rumbling in my throat, crouching, ready to fling myself at the arrogant mange-pelt, when I felt a paw on my shoulder.

I turned to look into Fallenpaw's crystal-blue orbs. "Don't," he whispered to me pleadingly. I hissed, all my anger transferring onto the cat who dared interfere, the one who refused to defend himself.

"Well, maybe _some _cats don't want to just sit around feeling sorry for themselves and let everyone else treat them like a piece of crowfood!" I snapped, whirling around and stalking off, trying to ignore Fallenpaw's shattered expression as well as the little voice inside my head telling me what I did was wrong.

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><p><strong>So, I know what you all are thinking... what's up with Shadepaw. Basically, she's naturally defensive, and since she secluded herself as a kit, she isn't very good with other cats. Fallenpaw... well, you'll just find out. But this won't be the last interaction between the two! Please review! I might be able to update again; I'm on winter break, WHOOPIE! Kk, thanks people!<strong>


	4. Chapter 4

**Hola mis amigos! Como estan? Sorry for the lack of updates; I've been going through some heavy stuff lately. Thank you for all the amazing reviews, they mean the world to me! 3 3 3 Okay, now, let's continue with the story! :) :) :) **

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><p><span>Chapter Three<span>

"Shadepaw! Shadepaw, hold it right now!"

Sunheart's angry voice broke through my daze, distracting me from my prey that I was holding tightly.

Said prey took the opportunity of my distraction to scramble out from underneath me, leaping to her paws and spitting angrily at me. "You foxheart! What the heck is wrong with you; we're supposed to be _training_, not really trying to kill each other!" Dapplepaw shot a venomous look at me, before turning to Sunheart.

"Sunheart, I honestly don't feel safe around Shadepaw. I don't know what sort of herb Tigerfoot needs to force-feed her, but she needs something!"

I just sat there, trying to block out the obnoxious yammering and cool myself down. It was Dapplepaw's taunting that had caused me to loose my temper during battle practice; I didn't need Smokestar to figure out I had tried to flay a fellow apprentice twice in one day. I eyed my mentor, waiting to see his reaction. Luckily, he looked simply bored with the tortoiseshell she-cat.

"Please calm yourself, Dapplepaw," Sunheart sighed. "Shadepaw didn't hurt you or anything, she just got a little excited during the practice. She's feeling very sorry, _aren't you Shadepaw?_"

Sunheart turned to glare directly at me, obviously expecting me to redeem myself. I stared right back at him.

_She's evil! Evil doesn't deserve an apology! _I thought fiercely, hoping he'd understand. Sunheart's eyes just narrowed into slits, not dropping his gaze, his look clearly reading, _Control yourself and apologize, and I might be lenient with your punishment! _

I let out an exasperated huff of breath, and stared at Dapplepaw, grumbling out, "I'm sorry for being too harsh during battle practice, Dapplepaw."

Sunheart gave a prompting cough, looking at me expectantly. I rolled my eyes. "And I won't let your pathetic attempts at trying to make me feel bad get to me again."

Ignoring my mentor's annoyed hiss, I instead focused in satisfaction on the outraged expression on Dapplepaw's pretty little face.

Her eyes cold, unforgiving chips of hard green quartz, Dapplepaw whirled around, stopping to announce, "I _will _alert my father about this, Sunheart. I knew he should have listened to my mentor's recommendation for me to train with Poppywhisker and Brightpaw today".

Again, my anger flared up. She couldn't push a warrior around!

I leapt to my paws, jaws open to snap, but Sunheart gave me his signature _Hold your tongue or else _look.

He mewed smoothly to Dapplepaw. "That may be, but for now, I am responsible for your training, and since I don't wish for any apprentice to work with such an unpleasant cat," I stifled a snicker, recognizing from his tone that I wasn't the unpleasant cat my mentor was talking about. "You may as well go hunting by yourself before returning to camp". Sunheart finished. "I want to see that at least three pieces of fresh-kill on that pile have came from you".

Dapplepaw gave a disdainful sniff. "Fine, and I'll catch you _four_. Just you wait. Later, Shadekit".

With that, she stalked off into the bushes, tail held high. As soon as she left, I lost it.

"Ugh! I can't stand to be around that- that- _creature! _'I'm gonna tell my father on you, he should have listened to my mentor's totally unbiased _recommendation_!'" I mimicked savagely in a false, high-pitch voice. "That pervert Beetleflight just doesn't want any toms near his 'future mate' while he's out sick, so he asks if she can train with only she-cats!" I gagged. "And Smokestar went and gave that disgusting rat his _daughter!_"

"Shadepaw, that is enough!" Sunheart snapped, rounding on me, amber eyes miniature blazing suns. "Yes, Dapplepaw's mentor may be a little odd around her, but there is nothing going on that is unhealthy or unsafe, and he trains her well, so I'd appreciate if you didn't go around throwing wild accusations!"

I opened my mouth to protest, but Sunheart continued, on a roll now and not in the mood for interruptions.

"And _furthermore_, we wouldn't have gotten into this little mess in the first place if you hadn't decided to practice your best impression of an old, rabid badger on Dapplepaw when I'm trying my best to teach you how to fight. I don't care what you do, Shadepaw, but if you don't find some way to fix that horrid attitude of yours, and soon, you might find Swiftstream's kits becoming warriors before you. Am I absolutely clear?"

Each word felt like a blow hitting my chest, and I felt myself shrinking further and further into my pelt until it was if I were no more than a small, huddled lump of fur on the ground. I forced myself to hold my mentor's furious gaze, and mumbled out a weak "Yes, Sunheart. I'll try my best."

Sunheart's fierce expression crumbled, replaced by a look that aged him far beyond his years, one of weariness, and the most difficult to look at, disappointment.

"That'll be a first." he sighed, blinking at me. "You have great potential, Shadepaw, you must know that. But what frustrates me, what makes me feel as if I'm failing you, is that I can't seem to help you show it to everyone. All you're running on right now is your emotions, and they're simply out of control. I understand life isn't always easy for you, but you need to find a way to overcome. Whatever way you're trying right now obviously isn't working, so I'm asking you, _begging you_, to try something different".

All fire inside me roughly put out, I nodded shakily, rendered speechless for probably the first time in my life.

Seeing the distress that was probably all over my expression, Sunheart's tone softened. "I think we're done with battle training for today, don't you agree?"

I once again nodded mutely. "How about you try and catch more prey than Dapplepaw? I think you can". He blinked at me again, angling with his ears to the woodland, gesturing for me to get going.

Not even bothering to try and explain myself, I padded off, letting my paws carry me where they felt like, and leaving my mentor sitting alone in the clearing, amber eyes watching me leave.

i hadn't been walking for that long before I heard pawsteps coming up behind me. I turned around warily, unsheathing my claws and gathering my muscles, ready in case of an attacker.

The hazel bush in front of me quivered wildly, and I watched, surprised, as Fallenpaw emerged, approaching me with what looked like caution flickering in his crystal gaze.

We had steered clear of each other for about a moon since the day I snapped at him after the incident with Lightningpaw. I was just being a coward; I knew I had lost my temper, but I didn't know how to apologize. He had a perfectly good reason for avoiding me, on the other paw, which made me wonder even more why he followed me here.

"You fought really well against Sunheart during your training session.". he began, sitting awkwardly across from me. I opened my mouth to ask him what he meant, but he continued before I could speak.

"I didn't mean to spy on you, honestly! I had just came back from washing my paws in a stream when I spotted _Dapplepaw_".

Fallenpaw's sky-blue eyes seemed to gaze off dreamily at the mention of my tortoiseshell adversary, but a look at my expression wiped the dreamy look off his face and the large tom continued his story.

"I-I noticed she was training with you guys, and I figured I'd watch and see if I could pick something up from you. Applefall... Applefall says I'll never be a good fighter, and I'm bound to get my throat slit in my first battle". Fallenpaw hissed, digging his claws into the ground. "My own mentor says I've got no chance, and now I'm getting desperate"

The brown tabby apprentice stared downcast at the ground, refusing to meet my eyes in embarrassment. I coughed uncomfortably, trying to keep things from getting to awkward.

"Look," I began. "I feel bad for you, I really do, but I don't know why you're talking to me about this. I've hardly been friendly to you".

Fallenpaw looked up at me earnestly. "Oh, but you have! I was a mousebrain by not sticking up for you that day like you did for me. You had every right to avoid me".

I gaped. "I was avoiding you because I was embarrassed! My temper and I don't get along very well, and it tends to land me in trouble. As you could obviously see from the training session".

Fallenpaw stared at me, icy eyes glittering with understanding. "I did see. And I saw that Dapplepaw was taunting you and saying nasty things, and your mentor didn't even notice".

I stared at my paws. "I can't let her get to me though. No matter what she says, I can't just attack her for it!"

"Then let me help you".

"What?" I stared at the brown tabby tom uncomprehendingly. "What do you mean?"

"I mean," Fallenpaw started, "that I can teach you. Teach you how to keep things from getting to you, teach you how to keep from lashing out at cats. All I ask in return is two things".

I narrowed my eyes. "And what would those two things be, if I accept your offer, which I haven't decided whether I will or not yet".

"You'd have to help me with something in return". Fallenpaw mewed plainly. "My training, to begin with. You're one of the best fighters out of the apprentices, and you've hardly had any training. Me, on the other paw, well, look at me..." I felt the tips of my ears grow hot at Fallenpaw's compliment, and I felt a little bad as I saw him sitting pitifully in front of me, begging for my help. "If you could just sometimes go out with me at night and practice with me, you don't know how much that would mean".

His sky-blue eyes bore in to me as he stared pleadingly.

I narrowed my eyes. "And what exactly would I have to gain from this?"

"I told you, I can help you deal with the other cats. I know you aren't that fond of anyone, and I have experience with not letting cats ruffle my pelt". Fallenpaw explained.

I pondered this for a moment. Did I want his help? I was fine being a loner within the Clan, but it would be nice to know how to ignore Dapplepaw.

"I saw your training session, Shadepaw. I heard what Dapplepaw hissed at you, even if Sunheart didn't. You aren't a freak, and you're not crazy. My other condition was something we could help each other with. Maybe... maybe we could be... friends?"

I gaped, taken aback. "You... you'd be my friend? Even after I said all of that?"

Fallenpaw rolled his eyes. "That's water under the branch, mousebrain. I know you didn't mean it".

I blinked, feeling a purr rumbling in my throat. "Alright, Fallenpaw. I'll help you".

Fallenpaw's eyes widened. "Really? Yes!"

The tabby tom gave a massive leap into the air, noticing me, and sitting back down with a murmur of embarrassment. "Heh heh. I mean, thank you".

He dipped his head at me in respect, and I shifted uncomfortably.

"With us working together, we can get the other apprentices to like us!" Fallenpaw cheered.

I was startled. "Them? Why?"

He blinked at me in confusion. "Wouldn't it be nice for everyone to like us? Imagine Dapplepaw as your _friend_".

His eyes lit up as he spoke her name.

_There he goes with Dapplepaw again. I wonder why he wants to be her friend so badly? But hey, as long as he hangs out with me, and doesn't make me try to be nice, I guess I can help him._

"Sure," I relented, not wanting to disappoint my new friend. _Friend_. I could get used to that word.

"So,". I began. "Sunheart wants me to come back with at least four pieces of prey. Do you think you could help me?"

Fallenpaw perked up. "Definitely!" He paused, blue eyes flashing warily, and he looked down at his paws. "I'm not the world's best hunter, though".

I laughed. "Oh, come on, how bad can you be?"

The look he gave me made a trickle of uncertainty run down my spine. This could be harder than I thought.

* * *

><p><strong>DONE! Do you know how hard it is to write an entire chapter on an IPHONE? Haha, I sound so spoiled. Look, people, I've been going through some things, and hardly have any time to write. I'm not going to make any promises because Im sick of breaking them, and you guys are too good for that. Too good for me. I thank from the bottom of my heart everyone who has supported me, hugs and kisses to you all! I'll update when I can, just stay with me on this! Love you all!<strong>


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